February 19, 2013

Company announcements: LIONDIV, PUNCAK, AXIATA, PATIMAS, WANGZNG, MULPHAL

LIONDIV - Change in Audit Committee

Announcement Type: Change in Audit Committee
Company NameLION DIVERSIFIED HOLDINGS BERHAD  
Stock Name LIONDIV  
Date Announced19 Feb 2013  
CategoryChange in Audit Committee
Reference NoLD-130219-86B01

Date of change19/02/2013
NameDato’ Kamaruddin bin Haji Ismail
Age59
NationalityMalaysian
Type of changeAppointment
DesignationMember of Audit Committee
DirectorateIndependent & Non Executive
Qualifications(i) Bachelor of Arts (Honours) degree from the University of Malaya; and
(ii) Diploma in Public Administration from the National Institute of Public Administration (INTAN). 
Working experience and occupation Dato’ Kamaruddin started his career as Assistant Director, International Trade Division, Ministry of International Trade and Industry (“MITI”) in 1978 before serving as Senior Private Secretary to the Minister in the Prime Minister’s Department in 1982.

Dato’ Kamaruddin held various positions in the MITI including:

(i) Director of Domestic Trade Division, Northern Branch in 1983;
(ii) Principal Assistant Director, Industries Division in 1990;
(iii) Director of Industrial Policy Division in 2001; and
(iv) Senior Director of Sectoral Policy and Industrial Services from 2003 to 2008.

In 2008, Dato’ Kamaruddin was appointed Deputy Secretary General (Industry) MITI, a post he held until his retirement in 2011. Dato’ Kamaruddin was subsequently appointed an adviser to the MITI from 2011 to 2012.

Dato’ Kamaruddin was also appointed a member of the Board of Directors of various agencies including Malaysia Technology Development Corporation (MTDC), Malaysian Industry-Government Group for High Technology (MiGHT) and Perbadanan Kemajuan Negeri Kedah (PKNK), and a public limited liability company, Export-Import Bank of Malaysia Berhad.

Dato’ Kamaruddin is currently the Chairman of Malaysia Automotive Institute (MAI). 
Directorship of public companies (if any)Nil 
Family relationship with any director and/or major shareholder of the listed issuerNil 
Any conflict of interests that he/she has with the listed issuerNil 
Details of any interest in the securities of the listed issuer or its subsidiariesNil 
Composition of Audit Committee (Name and Directorate of members after change)(1) Tan Sri Dato' Seri Dr Aseh bin Haji Che Mat (Member)
- Independent Non-Executive Director
(2) Heah Sieu Lay (Member)
- Independent Non-Executive Director
(3) Dato' Kamaruddin bin Haji Ismail (Member)
- Independent Non-Executive Director


LIONDIV - Change in Boardroom

Announcement Type: Change in Boardroom
Company NameLION DIVERSIFIED HOLDINGS BERHAD  
Stock Name LIONDIV  
Date Announced19 Feb 2013  
CategoryChange in Boardroom
Reference NoLD-130219-86B02

Date of change19/02/2013
NameDato’ Kamaruddin bin Haji Ismail
Age59
NationalityMalaysian
Type of changeAppointment
DesignationNon-Executive Director
DirectorateIndependent & Non Executive
Qualifications(i) Bachelor of Arts (Honours) degree from the University of Malaya; and
(ii) Diploma in Public Administration from the National Institute of Public Administration (INTAN). 
Working experience and occupation Dato’ Kamaruddin started his career as Assistant Director, International Trade Division, Ministry of International Trade and Industry (“MITI”) in 1978 before serving as Senior Private Secretary to the Minister in the Prime Minister’s Department in 1982.

Dato’ Kamaruddin held various positions in the MITI including:

(i) Director of Domestic Trade Division, Northern Branch in 1983;
(ii) Principal Assistant Director, Industries Division in 1990;
(iii) Director of Industrial Policy Division in 2001; and
(iv) Senior Director of Sectoral Policy and Industrial Services from 2003 to 2008.

In 2008, Dato’ Kamaruddin was appointed Deputy Secretary General (Industry) MITI, a post he held until his retirement in 2011. Dato’ Kamaruddin was subsequently appointed an adviser to the MITI from 2011 to 2012.

Dato’ Kamaruddin was also appointed a member of the Board of Directors of various agencies including Malaysia Technology Development Corporation (MTDC), Malaysian Industry-Government Group for High Technology (MiGHT) and Perbadanan Kemajuan Negeri Kedah (PKNK), and a public limited liability company, Export-Import Bank of Malaysia Berhad.

Dato’ Kamaruddin is currently the Chairman of Malaysia Automotive Institute (MAI). 
Directorship of public companies (if any)Nil 
Family relationship with any director and/or major shareholder of the listed issuerNil 
Any conflict of interests that he/she has with the listed issuerNil 
Details of any interest in the securities of the listed issuer or its subsidiariesNil 


PUNCAK - MATERIAL LITIGATION

Announcement Type: General Announcement
Company NamePUNCAK NIAGA HOLDINGS BERHAD  
Stock Name PUNCAK  
Date Announced19 Feb 2013  
CategoryGeneral Announcement
Reference NoPN-130219-57F39

TypeAnnouncement
SubjectMATERIAL LITIGATION
DescriptionPUNCAK NIAGA HOLDINGS BERHAD (416087-U) ("PUNCAK" OR THE "COMPANY")
UPDATE ON DEFAMATION SUIT BY SYARIKAT BEKALAN AIR SELANGOR SDN BHD ("SYABAS") : KUALA LUMPUR HIGH COURT SUIT NO. S-23NCvC-4-2011 SYABAS VS TONY PUA KIAM WEE (THE "SUIT")

Reference is made to the Company's earlier announcements dated 11 February 2011, 14 February 2011, 28 March 2011, 28 April 2011, 11 May 2011, 20 May 2011, 20 June 2011, 30 June 2011, 26 August 2011, 29 November 2011, 13 December 2011, 21 December 2011, 24 February 2012, 26 March 2012, 8 May 2012, 29 May 2012, 6 June 2012, 5 July 2012, 25 July 2012, 9 August 2012, 12 December 2012 and 5 February 2013 in relation to the Suit.

The Company would like to update the Exchange that the Kuala Lumpur High Court had fixed the hearing and clarification in respect of SYABAS’ Bill of Costs on 4 April 2013, pending the disposal of the Defendant's appeal against SYABAS which is scheduled for hearing on 27 March 2013.

This announcement is dated 19 February 2013.



AXIATA - Changes in Sub. S-hldr's Int. (29B) - AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameAXIATA GROUP BERHAD  
Stock Name AXIATA  
Date Announced19 Feb 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAG-130219-559F7

Particulars of substantial Securities Holder

NameAmanahRaya Trustees Berhad
-Skim Amanah Saham Bumiputera
AddressTingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur
NRIC/Passport No/Company No.766894-T
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderAmanahRaya Trustees Berhad -Skim Amanah Saham Bumiputera, Tingkat 4, Balai PNB, 201-A, Jalan Tun Razak, 50400 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired13/02/2013
4,000,000
 

Circumstances by reason of which change has occurredAcquisition of 4,000,000 shares by AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera
Nature of interestDirect
Direct (units)613,200,100 
Direct (%)7.21 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change613,200,100
Date of notice13/02/2013

Remarks :
Form 29B received on 19 February 2013


AXIATA - Changes in Sub. S-hldr's Int. (29B) - AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera

Announcement Type: Changes in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Company NameAXIATA GROUP BERHAD  
Stock Name AXIATA  
Date Announced19 Feb 2013  
CategoryChanges in Substantial Shareholder's Interest Pursuant to Form 29B of the Companies Act. 1965
Reference NoAG-130219-5A6D4

Particulars of substantial Securities Holder

NameAmanahRaya Trustees Berhad
-Skim Amanah Saham Bumiputera
AddressTingkat 4, Balai PNB
201-A, Jalan Tun Razak
50400 Kuala Lumpur
NRIC/Passport No/Company No.766894-T
Nationality/Country of incorporationMalaysian
Descriptions (Class & nominal value)Ordinary Shares of RM1.00 each
Name & address of registered holderAmanahRaya Trustees Berhad -Skim Amanah Saham Bumiputera, Tingkat 4, Balai PNB, 201-A, Jalan Tun Razak, 50400 Kuala Lumpur

Details of changes

Currency: Malaysian Ringgit (MYR)

Type of transactionDate of change
No of securities
Price Transacted (RM)
Acquired14/02/2013
4,000,000
 

Circumstances by reason of which change has occurredAcquisition of 4,000,000 shares by AmanahRaya Trustees Berhad-Skim Amanah Saham Bumiputera
Nature of interestDirect
Direct (units)617,200,100 
Direct (%)7.25 
Indirect/deemed interest (units) 
Indirect/deemed interest (%) 
Total no of securities after change617,200,100
Date of notice14/02/2013

Remarks :
Form 29B received on 19 February 2013


PATIMAS - WINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR

Announcement Type: General Announcement
Company NamePATIMAS COMPUTERS BERHAD  
Stock Name PATIMAS  
Date Announced19 Feb 2013  
CategoryGeneral Announcement
Reference NoCC-130219-67753

TypeAnnouncement
SubjectWINDING UP / RECEIVER & MANAGER / RESTRAINING ORDER / SPECIAL ADMINISTRATOR
DescriptionPatimas Computers Berhad (“Patimas” or “the Company”)
Restraining order under Section 176 (10) of the Companies Act, 1965

The Company wishes to announce that on 18 February 2013, the Court has granted an order, inter alia, that all proceedings and/or actions and/or any further proceedings in any actions or proceedings against Patimas and its fifteen (15) subsidiaries namely:

Patimas Business Solutions Sdn Bhd;

Patimas Dot Com Sdn Bhd;

Patimas Services Sdn Bhd;

Patimas e-Business Sdn Bhd ;

Patimas Computer Software Sdn Bhd;

Patimas Education Centre Sdn Bhd;

Patimas-HPD Systems Sdn Bhd;

Patimas Computer Systems Sdn Bhd;

OED Technology Sdn Bhd;

Patimas Outsourcing Services Sdn Bhd;

Patimas Computer Security Sdn Bhd;

Patimas Computer Technology Sdn Bhd;

Patimas International Sdn Bhd;

Patimas Workgroup Technology Sdn Bhd; and

Patimas Computer Services Sdn Bhd

including all winding up proceedings, receiverships, any execution proceedings including distress, arbitration, or the appointment of receivers and managers as well as any intended or further proceedings be forthwith restrained and stayed pursuant to Section 176 (10) of the Companies Act, 1965 for a period of sixty (60) days from the date of the order, except by leave by the Court and subject to such terms as the Court may impose.

The Group’s businesses are currently experiencing cash constraints due to softening of the computer related products and services market and competitiveness in the computer industry as a result of the economic slowdown commencing the second half of 2008.

On 1 November 2012, Patimas had made an announcement that it is considered a PN 17 company pursuant to the Main Market Listing Requirements. The PN17 criteria was triggered as a result of Patimas’ latest financial statements for the financial period of 1 January 2011 to 31 March 2012 wherein the auditors have expressed a disclaimer of opinion on Patimas’ latest audited financial statements for the aforesaid financial period. Further, on 28 November 2012, Patimas had made an announcement that it is considered a PN 1 company pursuant to the Main Market Listing Requirements.

As a result, the Group is unable to comply with its repayment obligations to its secured lenders and creditors. A number of the Group’s creditors, secured or otherwise, have commenced or threatened to commence legal proceedings against the Group for recovery of their debts. The Restraining Order will allow Patimas to focus on formalizing the proposed schemes of arrangements unhindered without having to divert its attention and resources to defending and dealing with any proceeding and/or actions from the Group’s creditors.

The Restraining Order is not expected to have any material impact on the financial and operational matters of Patimas Group.

The details of the proposed schemes of arrangement will be announced in due course.

This announcement is dated 19 February 2013.



WANGZNG - Wang-Zheng Berhad (“WZB” or “the Company”) - Subscription of Shares by Carefeel Cotton Industries (M) Sdn Bhd (“CCI”) In Oscar Cheers Sdn Bhd (“OCSB”)

Announcement Type: General Announcement
Company NameWANG-ZHENG BERHAD  
Stock Name WANGZNG  
Date Announced19 Feb 2013  
CategoryGeneral Announcement
Reference NoCC-130219-68066

TypeReply to query
Reply to Bursa Malaysia's Query Letter - Reference IDIJ-130214-44804
SubjectWang-Zheng Berhad (“WZB” or “the Company”)
- Subscription of Shares by Carefeel Cotton Industries (M) Sdn Bhd (“CCI”) In Oscar Cheers Sdn Bhd (“OCSB”)
DescriptionWang-Zheng Berhad (“WZB” or “the Company”)
- Subscription of Shares by Carefeel Cotton Industries (M) Sdn Bhd (“CCI”) In Oscar Cheers Sdn Bhd (“OCSB”)
Query Letter Contents We refer to the Company's announcement dated 8 February 2013, in respect of the
aforesaid matter.

In this connection, kindly furnish Bursa Malaysia Securities Berhad ("Bursa
Securities") with the following additional information for public release:-

The date of incorporation and date of commencement of business of OCSB;
The existing shareholders of OCSB;
Background information of OCSB including the history of its business, its track
record, expertise and capabilities in undertaking property development projects;
The detail basis to arrive at the subscription consideration other than
willing-buyer willing-seller basis;
Detail information on the proposed mixed development at Setia Alam to be
undertaken by OCSB including the name of the project, type of development
(residential, commercial or industrial), number of units for each type of
development, gross development value, development cost and profit, expected
commencement and completion date, source of funds to finance the development
cost, and whether relevant approvals for the development have been obtained and
the date(s) obtained thereof;
Whether OCSB currently has other proposed development projects other than the
Setia Alam development project. If yes, to provide the details of the proposed
development;
Background information on Mega Milestone Sdn Bhd, and the Joint Venture
Agreement ("JVA") between Sunsuria and Mega Milestone Sdn Bhd;
The role of OCSB in the JVA between Sunsuria and Mega Milestone Sdn Bhd;
Further clarification on whether the JVA is between OCSB or Sunsuria with Mega
Milestone Sdn Bhd;
The subscription price per share to be paid by Sunsuria and PGSB respectively
for their OCSB share subscription. If the subscription price is lower than
RM1,151.70 per OCSB Share to be paid by CCI, to state the reasons and
justification thereof;
Justification on the rationale that the Subscription will ensure sustainable
growth of the Group;
The risk factors in relation to the proposed mixed development by OCSB;
The particulars of liabilities to be assumed by the Group arising from the
Subscription; and
The specific factors being considered by the Board in forming its opinion that
the Subscription is in the best interest of the Group.

Please furnish Bursa Securities with your reply within one (1) market day from
the date hereof.


Yours faithfully




IRWAN JOHARI
Senior Manager, Issuers
Listing Division
Regulation

c.c:- General Manager and Head, Market Surveillance, Securities Commission
(via fax)

Reference is made to the Company’s announcement dated 8 February 2013.

The Board of Directors of the Company wishes to further announce the following: -

1. Date of incorporation and commencement of business of OCSB

OCSB was incorporated on 6 December 2012 and has entered into a Joint Venture Agreement with Mega Milestone Sdn Bhd on 31 December 2012. Meanwhile, OCSB is in the midst of preparing to submit an application for Development Order to Majlis Bandaraya Shah Alam (MBSA) at around end of April 2013. The rational for CCI to subscribe the shares in OCSB after taking into consideration the development potential and prospects of OCSB’s proposed mixed development project located at Setia Alam, Mukim Bukit Raja, Selangor. The mixed development project is located at a strategic and mature location close proximity to commercial hub, which has excellent development potential and capital appreciation.

2. The existing shareholders of OCSB

OCSB is a wholly-owned subsidiary of Sunsuria Development Sdn Bhd and has a total issued and paid-up capital of RM2.00 comprising of 2 shares of RM1.00 each, held by Sunsuria Development Sdn Bhd.

3. Background information of OCSB, history, track record and capabilities

As OCSB was incorporated on 6 December 2012, it has little history and track record. However, it is a wholly-owned subsidiary of Sunsuria Development Sdn Bhd, which is an established property developer with extensive expertise and capabilities in undertaking property development projects. Sunsuria Development Sdn Bhd is a member of the Sunsuria Group of Companies, an established property development group with more than 15 years experience.

4. Detailed basis to arrive at the subscription consideration

The consideration of RM16,434,759.00 paid by CCI for the 14,270 shares in OCSB represents 14.27% of the enlarged issued and paid up share capital of OCSB, and CCI’s portion (i.e. 14.27%) of the land-owner’s entitlement of the proposed development amounting to RM115,170,070.00 pursuant to the Joint Venture Agreement (“JVA”) between OCSB and Mega Milestone Sdn Bhd.

5. Detailed information on the proposed mixed development at Setia Alam by OCSB

The proposed project by OCSB has not been named at the current stage. The development is expected to comprise serviced residential apartments, a hotel component, and some retail units. Based on an allowable plot ratio of 1:5 for Pusat Bandar Setia Alam according to the MBSA’s Local Plan, and the titled area of 13.56 acres (54,870m2) of the proposed site, it is envisaged that a permissible gross floor area of 2.95 million square feet is achievable. At 70% efficiency, a resultant 2.0 million square feet of net built up area is expected. This being the case, it is estimated that a Gross Development Value of over RM1billion can be achieved based on net sales estimated at a conservatively priced RM500 per square feet, whilst Gross Development Cost is estimated at around RM890 million. The source of funds for the development costs would be via shareholders’ funds and bank borrowings. OCSB is in the midst of preparing to submit an application for Development Order to MBSA. The project is expected to be developed in stages over a period of five to six years upon obtaining planning approval.

6. Whether OCSB currently has other proposed development projects other than the Setia Alam development project

OCSB has no other projects other than the Setia Alam project.

7. Background on Mega Milestone Sdn Bhd (“Mega Milestone”) and the JVA between OCSB and Mega Milestone Sdn Bhd

Mega Milestone Sdn Bhd is the owner of a piece of freehold land located in Setia Alam, known as Lot PT27890, HSD 268650, Mukim Bukit Raja, Daerah Petaling, Negeri Selangor, measuring 54,870 square meters. The Joint Venture Agreement (“JVA”) entered between OCSB and Mega Milestone Sdn Bhd is for a mixed development project located at Setia Alam, Mukim Bukit Raja, Selangor.

8. The role of OCSB

Pursuant to the JVA, OCSB is to develop the land located in Setia Alam owned by Mega Milestone.

9. Clarification on the JV Agreement

The JVA is signed between OCSB with Mega Milestone to undertake a mixed development project located in Setia Alam.

10. Subscription price of OCSB shares of each party respectively

Both CCI and PGSB subscribes at RM1,151.70 per share for their stakes in OCSB respectively. Sunsuria’s equivalent obligation of RM1,151.70 per share is via its funding to OCSB, an amount of RM93,391,423 towards the proposed development for its 81.09% of the enlarged issued and paid-up share capital of OCSB.

11. Justification on the rationale that the Subscription will ensure sustainable growth of the Group

The Subscription is meeting at the best possible terms and is expected to generate positive income to the Group arising from the returns of the investment. These would ultimately benefit the WZB Group and the shareholders by enhancing profitability and returns on shareholders’ funds.

12. The risk factors in relation to the proposed mixed development by OCSB

The risks associated with the proposed mixed development include the following:

- Non-payment from client

- Funding for project working capital

- Fluctuations in the cost of raw materials that may increase the overall cost of construction

- Possible shortage of key raw materials and skilled labour that may delay the timely completion of the

project

- Unseasonable wet weather that may delay the timely completion of the project

- Failure to obtain all the necessary legal and regulatory certificates, permits and licences

that may delay the completion of the project

13. The particulars of liabilities to be assumed by the Group arising from the Subscription

The Board does not foresee any liabilities to be assumed by the Group arising from the Subscription.

14. The specific factors being considered by the Board in forming its opinion that the subscription is in the best interest of the Group.

The Board of Directors of WZB, having taken into consideration all aspects of the Subscription based on the background of OCSB and Sunsuria together with the prospect of the said proposed mixed development project, is of the opinion that the Subscription is fair and reasonable, established under normal commercial terms and are in the best interest of the Company and are not detrimental to the interest of the non-interested shareholders.

This announcement is made on 19 February 2013.



MULPHAL - Quarterly rpt on consolidated results for the financial period ended 31/12/2012

Announcement Type: Financial Results
Company NameMULPHA LAND BERHAD  
Stock Name MULPHAL  
Date Announced19 Feb 2013  
CategoryFinancial Results
Reference NoML-130219-B2398

Financial Year End31/12/2012
Quarter4
Quarterly report for the financial period ended31/12/2012
The figureshave not been audited

Attachments

Mulpha Land-Q4 2012.pdf
47 KB

  • Default Currency
  • Other Currency

Currency: Malaysian Ringgit (MYR)

SUMMARY OF KEY FINANCIAL INFORMATION
31/12/2012

 
INDIVIDUAL PERIOD
CUMULATIVE PERIOD
CURRENT YEAR QUARTER
PRECEDING YEAR
CORRESPONDING
QUARTER
CURRENT YEAR TO DATE
PRECEDING YEAR
CORRESPONDING
PERIOD
31/12/2012
31/12/2011
31/12/2012
31/12/2011
$$'000
$$'000
$$'000
$$'000
1Revenue
40,013
7,688
42,968
17,850
2Profit/(loss) before tax
7,950
1,892
4,223
1,623
3Profit/(loss) for the period
7,298
796
3,124
917
4Profit/(loss) attributable to ordinary equity holders of the parent
6,474
543
2,702
426
5Basic earnings/(loss) per share (Subunit)
7.09
0.59
2.96
0.47
6Proposed/Declared dividend per share (Subunit)
0.00
0.00
0.00
0.00


AS AT END OF CURRENT QUARTER
AS AT PRECEDING FINANCIAL YEAR END
7
Net assets per share attributable to ordinary equity holders of the parent ($$)
1.2600
1.2300
Definition of Subunit:

In a currency system, there is usually a main unit (base) and subunit that is a fraction amount of the main unit.
Example for the subunit as follows:

CountryBase UnitSubunit
MalaysiaRinggitSen
United StatesDollarCent
United KingdomPoundPence


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